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General Richard Franklin, father of Stephen Franklin, arrives on Babylon 5 with an army of 25,000 Earthforce Marines ("Ground Pounders" or GROPOs as they are also known) about to be deployed in a war zone.

Commander Ivanova enjoys a quiet shift in C'n'C – only to have her peaceful day shattered with the sudden arrival of the EAS Schwarzkopf (J) at the lead of an Earthforce task force. Its commander, General Richard Franklin comes aboard and is hastily greeted by Captain Sheridan. General Franklin orders the captain to find billeting for his troops – all 25,000 of them, as they will be staying for several days. Sheridan asks if he is related to Dr. Stephen Franklin, and the General confirms that Stephen is his son. He tells Sheridan that he will get in touch with Stephen only after he's overseen the unloading of his men onto the station.

The chaos starts as the Marines march onto the station to check in and go to assigned quarters under the firm direction of Sgt. Major Plug. Commander Ivanova and Security Chief Michael Garibaldi are overwhelmed trying to oversee the transition. Finding space for all the troops proves extra challenging, and Garibaldi worries about how colorful things will get once the Marines find their ways to the more lively portions of the station.

At 0900, General Franklin briefs Sheridan, Ivanova, and Garibaldi about the classified mission that has brought his army there. Within a few days, they will be leaving for nearby Akdor to assist the Sh'lassen Triumvirate in suppressing a rebellion. Until EarthGov makes the news of the aid official, the mission is to be kept a secret. Franklin explains that part of the reason why they are on Babylon 5 is so he may confer with Sheridan over his battle strategy, as Sheridan had previously been to Akdor. He also announces that his task force has brought with him equipment to upgrade the station's defense grid, making it far more powerful. Sheridan and the rest of his staff are uneasy about what this situation bodes for the future.

The impact of the new Marine arrivals is felt by Warren Keffer as he returns to his quarters. He finds two have been assigned there, Large and Yang. Keffer is immediately not happy about the arrangements, prompting a stern response from Large, however, he eventually becomes more friendly when he sees Keffer willing to stand his ground.

General Franklin visits with his son in his quarters. They discuss the family, though the atmosphere is somewhat tense. The elder Franklin cannot disclose the mission to his son. They begin sniping at each other when General Franklin suggests his son could be better spending his time focusing his efforts on humans, claiming that aliens categorically pose a threat to humanity. This upsets Stephen, who suggests his father spend less time trying to "murder" aliens and more time trying to understand them. His father storms off at these words.

Commander Ivanova escorts Plug and a group of Marines to Medlab. She explains to Dr. Franklin that due to the space shortage some of the Marines will need to stay in Medlab. Franklin angrily objects, but Ivanova insists, and takes him aside to ask why he is so on edge. Franklin admits that it's because of his father: he admits that despite how much he loves his father, he always ends up angry at him. Ivanova is sympathetic, but is interrupted before she can talk to him further. She invites him to meet him after shift at the Eclipse Cafe to talk some more. They meet up later as scheduled, and Franklin vents about the problems he's always had with his father. He tells Susan that the General always made a better soldier than a father. Stephen explains that it was even harder because of all the dangerous missions his father went on, with the family worried during every operation that they would never see him again. Susan encourages him to talk to his father, no matter how painful it might be, since once he is gone it will be too late. Her tone is enough for Stephen to pick up on the idea that the Marines are not simply heading for Io as reported.

Ambassador Delenn finds Garibaldi and expresses her concern for the large number of soldiers aboard the peaceful space station. He informs her it will only be for a few days, then leaves to deal with a disturbance. Delenn is then confronted by a trio of drunken Marines, lead by Kleist, who harasses her about her appearance. The harassment quickly threatens to turn violent as they crowd around her.

Before the group assaults Delenn, another Marine, P.F.C. Elizabeth Durman, steps in and yells for the others to back off from her. When they refuse, she stands her ground, allowing Delenn to flee. A physical altercation erupts between the Marines. Delenn finds Garibaldi and he immediately rushes to the scene. He arrives right after Plug who, having successfully corralled the brawling Marines, is busy shouting at them. Garibaldi asks the sergeant major to drop the matter and he agrees.

As the Chief goes, Durman finds him, introducing herself as "Dodger." She thanks Garibaldi for making sure she got off the hook and is surprised to learn she'd just kept Kleist from assaulting an ambassador. They exchange a few pleasantries before he's called away to another disturbance. As he leaves, Dodger shows interest in him.

Sheridan discusses Operation Sudden Death with General Franklin. Sheridan insists that the Sh'lassen government has lied about the sheer strength of the rebel fortress and encourages him to find another way than fighting. The General insists that isn't an option, as they need the government's permission to establish a presence in the system, which is strategic for the Narn-Centauri conflict. They are interrupted by Stephen, who tries to talk to his father, only to be rebuffed. Stephen gets upset again and leaves. The General admits to Sheridan about how different he and his son are. Sheridan defends the doctor, saying he is a man of principle and the utmost integrity, and encourages him to keep talking to his son.

Dodger tracks down Garibaldi in the Zócalo and invites him to show her around. Garibaldi agrees when Lou Welch says he can watch things for the time being. Soon afterward, they are at his place, passionately making out. Garibaldi stops them, however, before they have sex, saying they are moving too quickly, a problem he has always made in his relationships. Dodger gets angry and embarrassed, telling him that her job does not allow for relationships and she only was looking for a one night stand. She storms out, leaving Garibaldi at a loss for words.

In C'n'C, Ivanova discusses the upgrades to the defense grid with Sheridan, admitting how impressed she is at how much more powerful they are. Sheridan hopes they don't have to use them.

General Franklin goes to see his son. Curtly, he apologies for dismissing him earlier and for not being around as often as he would have liked when Stephen was growing up. Nevertheless, he expresses his outrage at Stephen calling him a "murderer" and expecting respect. Stephen confesses how frustrating their relationship is, how they cannot talk and how much more terrifying it gets whenever his father is called out into a war zone and he does not know if he will see him again. Both men soften their tones, discussing how despite their differences they retain a deep love and respect for each other. They eventually embrace.

Keffer enjoys some more stories from his temporary roommates in the Casino. Large is a cool hand, having served for thirty years, but Yang is a rookie and admits he is nervous about the idea of first going into battle. Meanwhile, Garibaldi finds Dodger in the casino. She apologies for blowing up on him, and admits that she has a feeling the army is not really headed for Io. Garibaldi cannot confirm this, but Dodger picks up on it, though does not press the matter. As they talk, Keffer accidentally knocks over Kleist's drink. This prompts a scuffle that soon turns into an all-out brawl. Garibaldi links for reinforcements before joining in the fight alongside Dodger. The brawl is only broken up when Sgt. Major Plug, General Franklin and Captain Sheridan arrive. Franklin orders all the Marines out, announcing they are about to embark on their mission.

The troops quickly board their ships. Sheridan wishes the General the best of luck. Before he leaves, he shares a last parting moment with his son. Meanwhile, Garibaldi finds Dodger and says good-bye. She promises to come back and visit and they share one last passionate kiss.

Some time later, a crowd gathers in the Zócalo to watch ISN where Tonia Wallace is reporting live from Akdor on the fighting at Matok. Some previously taped footage of the battle is shown followed by a live interview with General Franklin, where he announces the operation a success, though admits the victory comes with a high cost. A wounded but still able Sgt. Major Plug calls the General away and the interview is terminated. Stephen is relieved to see his father alive and well.

Welch delivers a casualty report to Garibaldi and Keffer. Both men look over the list and fall silent, obviously saddened by what they read.

On Akdor, Dodger, Large, Kleist, and Yang have died – all killed in action.

"Look, I don't know what lamebrain came up with that idea, but there's no way you two're staying here!"
"You got somethin' of a problem here?"
"Yeah, I got a problem. Just give me a minute to find a ladder and we can hash it out face to face!"